Announced over four years ago, things are finally moving on a new stop-motion 3D animated film featuring Pinocchio. The feature will bring together Guillermo Del Toro,The Fantastic Mr. Fox animated director Mark Gustafson, Nick Cave and the Jim Henson company. A Disney film this is not, as this adaptation will take a look at the darker side of the character.

Amidst production on his big-budget sci-fi blockbuster Pacific Rim, Variety reports the Del Toro has come aboard as co-director on the project, marking his first animation project. The film, which is set in post-WWI Italy, is a complex one and part of the reason why Del Toro wants to co-direct alongside Gustafson.

First described as a “perverse, spooky and semi-necrophilia” take on the story, written by Matthew Robbins, voice casting is still in the early stages, but Del Toro already has a few ideas. For Pinocchio’s father Del Toro is looking to Tom Waits for the role of Pinocchio’s father and for the fox, Donald Sutherland. Check out what Del Toro previously had to say about the project below.

“There has to be darkness in any fairy tale or children’s narrative work, something the Brothers Grimm, Hans Christian Anderson and Walt Disney understood. We tend to call something Disney-fied, but a lot of people forget how powerfully disturbing the best animated Disney movies are, including those kids being turned into donkeys in Pinocchio. What we’re trying to do is present a Pinocchio that is more faithful to the take that Colodi wrote. That is more surreal and slightly darker than what we’ve seen before. The Blue Fairy is really a dead girl’s spirit. Pinocchio has strange moments of lucid dreaming bordering on hallucinations, with black rabbits. The sperm whale that swallows Pinocchio was actually a giant dogfish, which allows for more classical scale and design. The many mishaps Pinocchio goes through include several near-death close calls, a lot more harrowing moments. The key with this is not making any of it feel gratuitous, because the story is integrated with moments of comedy and beauty. He’s one of the great characters, whose purity and innocence allows him to survive in this bleak landscape of robbers and thugs, emerging from the darkness with his soul intact.”